JAMES M. CONCIALDI, CH JOEL THOMPSON

Appointed Representative Plan Administrator

KATHY KOEN

Elected Representative

DEBRA MANSELL

Elected Representative

ADELBERT OLIVAS

County Treasurer

JUDY A. MARTINEZ

Appointed Representative

BOARD OF RETIREMENT

PUEBLO COUNTY, COLORADO

MINUTES

December 15, 2014

ROLL CALL

Board of Directors:

James Concialdi, CH Present

Debra Mansell Present

Judy Martinez Present

Kathy Koen Present

Del Olivas Present

Also in attendance:

John Berg Principal

Peter Blood Cnty Attny

John McMillan Principal

Donnie Sedillo Employee

Joel Thompson Plan Administrator

Jim Whitmire Employee

CALL TO ORDER

A quorum was established and James Concialdi, chairman, called the meeting to order at 1:32 p.m.

APPROVAL OF CONSENT AGENDA

Mr. Concialdi asked for approval of the consent agenda. Ms. Martinez made the motion to approve the consent agenda as presented. Ms. Mansell seconded and the Board approved.

Minutes

December 15, 2014

Page 2

INVESTMENT MANAGER REPORT – PRINCIPAL

Mr. Jim McMillan and Mr. John Berg of Principal Real Estate Investors visited from New York and Des Moines, respectively, to give an annual update to the Board concerning our holdings in both the U.S. property account and the Debt fund. Mr. McMillan is new to the firm and will be supporting Principal from both of the disciplines. As an update to the debt fund, we are a year removed from the initial cash call. We currently have nine commitments in major market places, such as Boston and Atlanta.

John Berg updated the property account. There have been no management changes in the last year. The market for core commercial real estate is very strong and competitive currently lending to strong occupancy in the properties. Our YTD increase in the property account is above the index at 9.08% through October.

QUARTERLY INVESTMENT REPORT AND FEES - WATERSHED

Mr. Dale Connors, managing director of Watershed Investment Consultants was present. Though the meeting materials were unavailable for our early meeting Dale updated the Board on the market in the month of November, which due to the lowering of the price of oil has had a diminishing effect overall. This may correct itself before year end, but we should not expect to reach the 7.5% overall increase for the calendar year 2014.

NEW BUSINESS

Mr. Thompson presented a proposed budget for the upcoming year - 2015. The line items that are affected the most are ones connected to the GASB 67 and 68 rulings. Legal, Actuarial and Accounting expenses will all bear a greater cost because of the added work inherent to remaining in compliance. The Board discussed the entire budget, and amended several line items. After discussion, Mr. Olivas moved to approve the amended budget. Ms. Martinez seconded and the Board approved.

ADJOURNMENT FOR EXECUTIVE SESSION

Mr. Concialdi adjourned the meeting at 2:58 for executive session.

RECONVENE

Mr. Concialdi reconvened the meeting at 3:10.

NEXT MEETING

The next regular meeting will be held on January 26, 2015, at 1:30 pm in the third floor conference room of the Courthouse.

Minutes

December 15, 2014

Page 3

ADJOURNMENT

There being no further business, the meeting was adjourned at 3:11 pm.

Joel Thompson

Plan Administrator

PUEBLO COUNTY COURTHOUSE

215 WEST 10 TH STREET, PUEBLO CO 81003-2992

(719) 583-6026

FAX: (719) 583-6549